Hamilton Beach Brands Holding (HBB) Form 4 Hamilton Beach Brands Holding / ELIZABETH B RANKIN ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RANKIN ELIZABETH B

(Last) (First) (Middle)

4421 WATERFRONT DRIVE

(Street)

GLEN ALLEN VA 23060

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hamilton Beach Brands Holding Co [ HBB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Member of a Group

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	08/10/2023		J(2)		16,030		(1)	(1)	Class A Common Stock	16,030	$0	16,030	I	Held by Spouse(3)
Class B Common Stock	(1)	08/10/2023		J(4)		4,115		(1)	(1)	Class A Common Stock	4,115	$0	4,115	D
Class B Common Stock	(1)	08/10/2023		J(5)		7,636		(1)	(1)	Class A Common Stock	7,636	$0	7,636	I	Reporting Person's spouse is co-trustee of a Trust fbo minor child(3)
Class B Common Stock	(1)	08/10/2023		J(6)		7,341		(1)	(1)	Class A Common Stock	7,341	$0	7,341	I	Reporting Person's spouse is co-trustee of a Trust fbo minor child(3)

Explanation of Responses:

1. N/A

2. Pro rata distributions of Class B shares from Rankin Associates II, L.P. ("RA II") in the amount of 16,030 shares. The Reporting Person is a trustee of trust that is a limited partner in RA II.

3. Reporting Person disclaims beneficial ownership of all such shares.

4. Pro rata distributions of Class B shares from Rankin Associates II, L.P. ("RA II") in the amount of 4,115 shares. The Reporting Person is the trustee of a trust that is a limited partner in RA II.

5. Pro rata distributions of Class B shares from Rankin Associates II, L.P. ("RA II") in the amount of 7,636 shares. The Reporting Person is the trustee of a trust that is a limited partner in RA II.

6. Pro rata distributions of Class B shares from Rankin Associates II, L.P. ("RA II") in the amount of 7,341 shares. The Reporting Person is the trustee of a trust that is a limited partner in RA II.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Brent A. Ashley, attorney-in-fact	08/11/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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